Marcus Corp director reports gifted Class B shares

Marcus Corp director David John Marcus reported an indirect acquisition via a bona fide gift of derivative securities representing 1,249 shares of Class B Common Stock, convertible into common stock on a 1-for-1 basis at no cost.

Rhea-AI Filing Summary

Marcus Corp director David John Marcus reported an indirect acquisition via a bona fide gift of derivative securities representing 1,249 shares of Class B Common Stock, convertible into common stock on a 1-for-1 basis at no cost. After this transaction, his spouse holds Class B securities corresponding to 45,134 underlying common shares indirectly. He also reports indirect Class B positions corresponding to 253,650 underlying shares held by specified LLCs and 307,543 underlying shares as trustee of a trust, plus 106,476 shares of common stock held directly.

Insider Trade Summary

1,249 shares gifted

Gift 4 txns

Insider Marcus David John

Role Director

Type	Security	Shares	Price	Value
Gift	Class B Common Stock F1, F2, F3	1,249	$0.00	$0.00
holding	Class B Common Stock F1, F2, F3, F4	--	--	--
holding	Class B Common Stock F1, F2, F3, F5	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Class B Common Stock — 45,134 contracts (Indirect, By Spouse); Class B Common Stock — 253,650 contracts (Indirect, By LLCs); Class B Common Stock — 307,543 contracts (Indirect, As trustee); Common Stock — 106,476 shares (Direct)

Footnotes (5)

1. F1. This security is convertible into common stock on a 1-for-1 basis at no cost.
2. F2. This security is immediately exercisable.
3. F3. No expiration date.
4. F4. Shares held by Matinee Fifteen Holdings, LLC and Matinee Fifteen Holdings 2 LLC.
5. F5. As trustee of the SMDM 2012 Trust.

Key Figures

Gifted Class B underlying shares: 1,249 shares Spouse-held Class B underlying: 45,134 shares LLC-held Class B underlying: 253,650 shares +2 more

5 metrics

Gifted Class B underlying shares 1,249 shares Bona fide gift of Class B Common Stock equivalent on 2026-08-07

Spouse-held Class B underlying 45,134 shares Indirect ownership by spouse following the reported gift

LLC-held Class B underlying 253,650 shares Indirect ownership via Matinee Fifteen Holdings, LLC and Matinee Fifteen Holdings 2 LLC

Trust-held Class B underlying 307,543 shares Indirect ownership as trustee of the SMDM 2012 Trust

Direct common stock holding 106,476 shares Common stock held directly by David John Marcus

Key Terms

bona fide gift, Class B Common Stock, indirect ownership, immediately exercisable, +1 more

5 terms

bona fide gift financial

"transaction code G is described as a bona fide gift"

A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.

Class B Common Stock financial

"security_title is listed as Class B Common Stock"

A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.

indirect ownership financial

"ownership_type is noted as indirect for several positions"

immediately exercisable financial

"This security is immediately exercisable."

convertible into common stock on a 1-for-1 basis financial

"This security is convertible into common stock on a 1-for-1 basis at no cost."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Marcus Corp (MCS) director David John Marcus report?

David John Marcus reported an indirect acquisition of 1,249 Class B Common Stock equivalent shares via a bona fide gift on 2026-08-07, increasing his spouse-held Class B position to 45,134 underlying common shares.

How many Marcus Corp (MCS) shares does David John Marcus hold directly after this filing?

Following the reported activity, David John Marcus holds 106,476 shares of Marcus Corp common stock directly. Additional Class B interests are reported as indirect holdings through his spouse, LLCs, and a trust structure.

What are David John Marcus’s indirect Class B holdings in Marcus Corp (MCS)?

Indirectly, he reports Class B positions convertible 1-for-1 into common stock: 45,134 shares via his spouse, 253,650 underlying shares via LLCs, and 307,543 underlying shares as trustee of a trust structure.

At what cost can the reported Marcus Corp (MCS) Class B shares be converted?

The reported Class B Common Stock is convertible into common stock on a 1-for-1 basis at no cost, is immediately exercisable, and has no expiration date, according to the accompanying footnotes.

Was the Marcus Corp (MCS) insider transaction under a Rule 10b5-1 trading plan?

The filing’s Rule 10b5-1 checkbox is not marked as affirming a plan (aff_10b5_one is false). The transaction is described as a bona fide gift, not as a trade under a pre-arranged plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/11/2026 - 09:35 PM Accepted by SEC EDGAR 08/11/2026 - 09:34 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Marcus David John

(Last) (First) (Middle)

THE MARCUS CORPORATION

111 EAST KILBOURN AVENUE, SUITE 1200

(Street)

MILWAUKEE WISCONSIN 53202

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
MARCUS CORP [ MCS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/07/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock								106,476	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Common Stock	(1)	08/07/2026		G		1,249		(2)	(3)	Common Stock	1,249	$0	45,134	I	By Spouse
Class B Common Stock	(1)							(2)	(3)	Common Stock	253,650		253,650	I	By LLCs(4)
Class B Common Stock	(1)							(2)	(3)	Common Stock	307,543		307,543	I	As trustee(5)

Explanation of Responses:

1. This security is convertible into common stock on a 1-for-1 basis at no cost.

2. This security is immediately exercisable.

3. No expiration date.

4. Shares held by Matinee Fifteen Holdings, LLC and Matinee Fifteen Holdings 2 LLC.

5. As trustee of the SMDM 2012 Trust.

	/s/ Garrett F. Bishop, Attorney-in-Fact for David John Marcus	08/11/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)